0001209191-21-037897.txt : 20210603
0001209191-21-037897.hdr.sgml : 20210603
20210603184627
ACCESSION NUMBER: 0001209191-21-037897
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20210528
FILED AS OF DATE: 20210603
DATE AS OF CHANGE: 20210603
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: GOLDMAN SACHS & CO. LLC
CENTRAL INDEX KEY: 0000769993
STATE OF INCORPORATION: NY
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40430
FILM NUMBER: 21994139
BUSINESS ADDRESS:
STREET 1: 200 WEST STREET
CITY: NEW YORK
STATE: NY
ZIP: 10282
BUSINESS PHONE: 2129021000
MAIL ADDRESS:
STREET 1: 200 WEST STREET
CITY: NEW YORK
STATE: NY
ZIP: 10282
FORMER NAME:
FORMER CONFORMED NAME: GOLDMAN SACHS & CO
DATE OF NAME CHANGE: 19931102
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: GOLDMAN SACHS GROUP INC
CENTRAL INDEX KEY: 0000886982
STANDARD INDUSTRIAL CLASSIFICATION: SECURITY BROKERS, DEALERS & FLOTATION COMPANIES [6211]
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40430
FILM NUMBER: 21994140
BUSINESS ADDRESS:
STREET 1: 200 WEST STREET
CITY: NEW YORK
STATE: NY
ZIP: 10282
BUSINESS PHONE: 212-902-1000
MAIL ADDRESS:
STREET 1: 200 WEST STREET
CITY: NEW YORK
STATE: NY
ZIP: 10282
FORMER NAME:
FORMER CONFORMED NAME: GOLDMAN SACHS GROUP INC/
DATE OF NAME CHANGE: 20010104
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Bridge Street Opportunity Advisors, L.L.C.
CENTRAL INDEX KEY: 0001615636
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40430
FILM NUMBER: 21994138
BUSINESS ADDRESS:
STREET 1: 200 WEST STREET
CITY: NEW YORK
STATE: NY
ZIP: 10282
BUSINESS PHONE: 2129021000
MAIL ADDRESS:
STREET 1: 200 WEST STREET
CITY: NEW YORK
STATE: NY
ZIP: 10282
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Goldman Sachs PSI Global Holdings, LLC
CENTRAL INDEX KEY: 0001865223
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40430
FILM NUMBER: 21994137
BUSINESS ADDRESS:
STREET 1: 200 WEST STREET
CITY: NEW YORK
STATE: NY
ZIP: 10282
BUSINESS PHONE: (212) 902-1000
MAIL ADDRESS:
STREET 1: 200 WEST STREET
CITY: NEW YORK
STATE: NY
ZIP: 10282
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: StoneBridge 2020, L.P.
CENTRAL INDEX KEY: 0001802332
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40430
FILM NUMBER: 21994136
BUSINESS ADDRESS:
STREET 1: 200 WEST STREET
CITY: NEW YORK
STATE: NY
ZIP: 10282-2198
BUSINESS PHONE: 212-902-1000
MAIL ADDRESS:
STREET 1: 200 WEST STREET
CITY: NEW YORK
STATE: NY
ZIP: 10282-2198
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Stonebridge 2020 Offshore Holdings II, L.P.
CENTRAL INDEX KEY: 0001864626
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40430
FILM NUMBER: 21994135
BUSINESS ADDRESS:
STREET 1: 200 WEST STREET
CITY: NEW YORK
STATE: NY
ZIP: 10282
BUSINESS PHONE: (212) 902-1000
MAIL ADDRESS:
STREET 1: 200 WEST STREET
CITY: NEW YORK
STATE: NY
ZIP: 10282
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Flywire Corp
CENTRAL INDEX KEY: 0001580560
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-BUSINESS SERVICES, NEC [7389]
IRS NUMBER: 270690799
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 141 TREMONT STREET, SUITE 10
CITY: BOSTON
STATE: MA
ZIP: 02111
BUSINESS PHONE: 617-329-4524
MAIL ADDRESS:
STREET 1: 141 TREMONT STREET, SUITE 10
CITY: BOSTON
STATE: MA
ZIP: 02111
FORMER COMPANY:
FORMER CONFORMED NAME: peerTransfer Corp
DATE OF NAME CHANGE: 20130701
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2021-05-28
0
0001580560
Flywire Corp
FLYW
0000886982
GOLDMAN SACHS GROUP INC
200 WEST STREET
NEW YORK
NY
10282
1
0
0
0
0000769993
GOLDMAN SACHS & CO. LLC
200 WEST STREET
NEW YORK
NY
10282
1
0
0
0
0001615636
Bridge Street Opportunity Advisors, L.L.C.
200 WEST STREET
NEW YORK
NY
10282
1
0
0
0
0001865223
Goldman Sachs PSI Global Holdings, LLC
200 WEST STREET
NEW YORK
NY
10282
1
0
0
0
0001802332
StoneBridge 2020, L.P.
200 WEST STREET
NEW YORK
NY
10282-2198
1
0
0
0
0001864626
Stonebridge 2020 Offshore Holdings II, L.P.
200 WEST STREET
NEW YORK
NY
10282
1
0
0
0
Class A Common Stock
2021-05-28
4
C
0
2909892
A
2909892
I
See footnote
Class A Common Stock
2021-05-28
4
C
0
172125
A
3082017
I
See footnote
Class A Common Stock
2021-05-28
4
C
0
3082017
D
0
I
See footnote
Voting Common Stock
2021-05-28
4
C
0
3082017
A
3082017
I
See footnote
Series E-1 Preferred Stock
2021-05-28
4
C
0
2909892
D
Class A Common Stock
2909892
0
I
See footnote
Series E-2 Preferred Stock
2021-05-28
4
C
0
4115058
D
Class B Common Stock
4115058
0
I
See footnote
Class B Common Stock
2021-05-28
4
C
0
4115058
A
Non-Voting Common Stock
4115058
4115058
I
See footnote
Class B Common Stock
2021-05-28
4
C
0
4115058
D
Non-Voting Common Stock
4115058
0
I
See footnote
Non-Voting Common Stock
2021-05-28
4
C
0
4115058
A
Voting Common Stock
4115058
4115058
I
See footnote
Series F-1 Preferred Stock
2021-05-28
4
C
0
172125
D
Class A Common Stock
172125
0
I
See footnote
Each share of Flywire Corporation's (the "Issuer") Series E-1 Preferred Stock and Series F-1 Preferred Stock automatically converted on a one for one basis into Class A Common Stock immediately prior to the closing of the Issuer's initial public offering, and each share of the Issuer's Series E-2 Preferred Stock automatically converted on a one for one basis into Class B Common Stock immediately prior to the closing of the Issuer's initial public offering (the "Conversion"). The shares have no expiration date.
This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Goldman Sachs PSI Global Holdings, LLC ("GSPSI"), StoneBridge 2020, L.P. ("SB Fund"), StoneBridge 2020 Offshore Holdings II, L.P. ("SB Fund Offshore" and, together with SB Fund, the "SB Funds") and Bridge Street Opportunity Advisors, L.L.C. ("Bridge Street"). Ms. Jo Natauri serves as a member of the Board of Directors of the Issuer and is an employee of GS Group. Each of GS Group, Goldman Sachs, GSPSI, the SB Funds and Bridge Street is a director by deputization of the Issuer for purposes of Section 16 of the Securities Exchange Act of 1934, as amended. Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any. (Continued in Footnote 3 below)
(Continued from Footnote 2 above). This report shall not be deemed an admission that any of the Reporting Persons are a member of a group or the beneficial owner of any securities not directly owned by the Reporting Person.
Goldman Sachs is a subsidiary of GS Group. Goldman Sachs is the investment manager of the SB Funds, and Bridge Street is the general partner of the SB Funds. Each of Bridge Street and GSPSI is wholly owned by GS Group.
GSPSI held 2,855,574 shares of Series E-1 Preferred Stock, 4,038,246 shares of Series E-2 Preferred Stock and 168,915 shares of Series F-1 Preferred Stock. SB Fund held 35,547 shares of Series E-1 Preferred Stock, 50,268 shares of Series E-2 Preferred Stock and 2,103 shares of Series F-1 Preferred Stock. SB Fund Offshore held 18,771 shares of Series E-1 Preferred Stock, 26,544 shares of Series E-2 Preferred Stock and 1,107 shares of Series F-1 Preferred Stock. All of these shares were converted into shares of Class A Common Stock or Class B Common Stock, as applicable, on a one-for-one basis in connection with the Conversion. (Continued in Footnote 6 below)
(Continued from Footnote 5 above). Because of the relationships among GS Group, Goldman Sachs, Bridge Street, the SB Funds and GSPSI, each of GS Group and Goldman Sachs may be deemed a beneficial owner of the Class A Common Stock and Class B Common Stock and, following the Reclassification (as defined below), the Voting Common Stock and Non-Voting Common Stock held by GSPSI and the SB Funds, and Bridge Street may be deemed a beneficial owner of the shares of Class A Common Stock and Class B Common Stock and, following the Reclassification, the Voting Common Stock and Non-Voting Common Stock held by the SB Funds.
Each share of the Issuer's Class A Common Stock was automatically converted into one share of Voting Common Stock following the Conversion, and immediately prior to the closing of the Issuer's initial public offering (the "Reclassification").
Each share of the Issuer's Class B Common Stock was automatically converted into one share of Non-Voting Common Stock following the Conversion, and immediately prior to the closing of the Issuer's initial public offering.
/s/ Jamison Yardley, Attorney-in-fact
2021-06-03
/s/ Jamison Yardley, Attorney-in-fact
2021-06-03
/s/ Jamison Yardley, Attorney-in-fact
2021-06-03
/s/ Jamison Yardley, Attorney-in-fact
2021-06-03
/s/ Jamison Yardley, Attorney-in-fact
2021-06-03
/s/ Jamison Yardley, Attorney-in-fact
2021-06-03